Solomon Gold plc : Letter of Offer Signed - Cascabel
04/10/2012| 03:10am US/Eastern

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10 April 2012
Solomon Gold Plc
("Solomon Gold" or the "Company")
Solomon Gold and Cornerstone Capital Resources Inc. sign
Letter of
Intent for the Cascabel gold-copper-silver property, Ecuador
Solomon Gold Plc (AIM code: SOLG) and
Cornerstone Capital Resources Inc. ("Cornerstone") (TSXV-CGP)
(F-GWN) (B-GWN) (OTC-CTNXF) are pleased to announce
that they have signed a binding Letter of Intent ("LOI")
whereby Solomon Gold may acquire up to 85% of Cornerstone's
100% owned 5,000 hectare Cascabel gold-copper-silver property
in northern Ecuador.
The Cascabel project is located approximately 120 km
north of Ecuador's capital, Quito, 20 km south of the
Colombian border, and 75 km inland from the coastal city of
San Lorenzo. The gold-copper porphyry project is located
within the Andean western cordillera, host to numerous Tier 1
world class* copper-gold deposits through Chile, Peru,
Ecuador and Colombia. Tier 1 deposits in the region include
the Junin porphyry copper-molybdenum deposit (982Mt at 0.89%
copper), and the La Colosa porphyry gold deposit (468Mt at
0.86 g/t gold). The Cascabel project area contains coincident
copper and gold anomalism in soil and rock chip sampling, and
contains highly prospective geology and alteration that
exhibits porphyry mineralization affinities on a scale that
could accommodate a large discovery. Integration of all
datasets identifies a very compelling, large gold-copper
target.
Gold and copper mineralization (ranging up to 3% copper and
5.9g/t gold) associated with potassic alteration of dioritic
intrusions has been mapped over an area of at least 3km x
2km, and is the immediate gold-copper porphyry target of
Solomon Gold.
*>10 million ounces of gold and 2.5 million tonnes (5.5
billion pounds) of copper
Under the terms of the LOI (details included below), Solomon
Gold has the ability to earn an initial 65% interest in the
Cascabel property by making a series of private placements in
Cornerstone totaling CAD$850,000, and spending US$7.8 million
on exploration over 4 years (including US$800,000 in the
first year if drilling commences).
Solomon Gold plc UK Company No. 5449516
ARBN 117 169 856 Phone: +61 (0) 7
3303 0660 Email:
info@solomongold.com Website :
www.solomongold.com
Street address: Level 2, 169 Mary Street, Brisbane QLD
4000 Australia Postal address: GPO Box 5261,
Brisbane QLD 4001
Registered office: 10 Dominion Street London
EC2M2EE Phone: +44 20 7450 4545
Solomon Gold also has the further right to earn an additional
20%, taking its interest to 85%, by funding further work
towards completion of a bankable feasibility study, capped at
an expenditure by Solomon Gold of US$20 million.
Malcolm Norris, CEO of Solomon Gold commented, "Today's news
follows the Board's outlined strategy of identifying and
securing potential Tier 1 gold-copper assets in the major
gold-copper belts of the world, where the management team
carry considerable expertise, having recently been
instrumental in the discovery of the 1.7 billion tonne Tujuh
Bukit copper-gold porphyry deposit in Indonesia.
This is an exciting time for Solomon Gold. The Cascabel
property demonstrates all the features that we would like to
see in an early stage gold-copper porphyry project, and to
partner with a highly respected company such as Cornerstone
enhances the probability of success. We will commence field
work in May and move the project towards the drilling stage
as soon as possible."
Cornerstone's President and CEO, Brooke Macdonald said "We
are very pleased to have Solomon Gold as our partner on the
Cascabel project, their technical team brings solid expertise
gained in similar geological environments, and both companies
have complementary skills that will benefit the project."
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Solomon Gold plc UK Company No. 5449516
ARBN 117 169 856 Phone: +61 (0) 7
3303 0660 Email:
info@solomongold.com Website :
www.solomongold.com
Street address: Level 2, 169 Mary Street, Brisbane QLD
4000 Australia Postal address: GPO Box 5261,
Brisbane QLD 4001
Registered office: 10 Dominion Street London
EC2M2EE Phone: +44 20 7450 4545
Figure 1: Location of the Cascabel property, in northern
Ecuador. The La Colosa deposit contains 13.4 million ounces
of gold in resources, and the Junin copper- molybdenum
deposit contains 19.3 billion pounds (8.74 million tonnes) of
copper.
About Cascabel
The Cascabel property is located approximately 120 km north
of Quito and 20 km south of the Colombian border. Access is
very good via a paved road from the provincial capital city
of Ibarra to San Lorenzo city, on the Pacific coast, and
secondary gravel roads to the central part of the 50
km2 property. An environmental license for the
initial exploration phase was granted by the Ministry of
Environment on 12 July, 2011. Exploration work including
geology, geochemistry, geophysics and hand-dug trenching and
pitting, is allowed for a 4 year period under this
environmental license. Cornerstone has complied with all
regulations on this project and no further authorization is
necessary to initiate field work. A further permit is
required for drilling activity and this will be sought as a
matter of priority.
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Solomon Gold plc UK Company No. 5449516
ARBN 117 169 856 Phone: +61 (0) 7
3303 0660 Email:
info@solomongold.com Website :
www.solomongold.com
Street address: Level 2, 169 Mary Street, Brisbane QLD
4000 Australia Postal address: GPO Box 5261,
Brisbane QLD 4001
Registered office: 10 Dominion Street London
EC2M2EE Phone: +44 20 7450 4545
Maps showing the geology and exploration results to date may
be viewed in the
'Latest News' section on the website, www.solomongold.com.
An area of approximately 25km2 comprises altered
dioritic porphyry and andesite, coinciding with anomalous
gold and copper in rock chip and stream sediment samples.
Within this area gold and copper mineralization
(ranging up to 3% copper and 5.9g/t gold) associated with
potassic alteration of dioritic intrusions has been mapped
over an area of at least 3km x 2km, and is the immediate
gold-copper porphyry target of Solomon Gold.
Highlights of assay results for the 179 rock samples (grabs
and representative rock chips) announced by Cornerstone on
September 13, 2011 show that precious and base metals are
anomalous over most of the property area:
Free gold has been identified by panning in most of the
streams of the area (49 pan concentrates out of 64 show the
presence of gold) with greater numbers of gold grains (10-30)
in the headwaters of the Rio Parambas, Rio Cachaco and Rio
Cristal. Stream sediment sampling has also identified
anomalous catchments that require follow-up.
The Cascabel area is underlain by Upper Cretaceous
sedimentary rocks which are overlain by Oligocene to Miocene
andesitic flows and breccias. These units are intruded by
Miocene age batholiths and stocks of granodiorite and
diorite. Major regional tectonic structures in the area
strike northeast. One such structure, the Apuela regional
fault, transects the southeast part of the Cascabel property.
Several mineral prospects which are hosted in the same
geological belt, have been identified in the Cascabel
district including the Chical (Au-Ag) and Rio Amarillo
(Au-Ag-Cu) epithermal prospects located 12 km to the
northwest and 12 km to the south of the
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Solomon Gold plc UK Company No. 5449516
ARBN 117 169 856 Phone: +61 (0) 7
3303 0660 Email:
info@solomongold.com Website :
www.solomongold.com
Street address: Level 2, 169 Mary Street, Brisbane QLD
4000 Australia Postal address: GPO Box 5261,
Brisbane QLD 4001
Registered office: 10 Dominion Street London
EC2M2EE Phone: +44 20 7450 4545
property respectively. Cascabel is located upstream from an
extensive alluvial gold district, Playa de Oro, located 50 km
to the west. The Junin porphyry copper- molybdenum deposit
(undeveloped NI 43-101 compliant inferred resource of 982 Mt
@ 0.89% Cu, 0.04% Mo and 1.9 g/t Ag; 19.3 billion pounds
(8.74 million tonnes) of
copper) lies 65 km to the southwest in the same geological
belt.
Figure 2: Image showing geology, alteration and Copper assays
in rock chip samples
5 | P a g e
Solomon Gold plc UK Company No. 5449516
ARBN 117 169 856 Phone: +61 (0) 7
3303 0660 Email:
info@solomongold.com Website :
www.solomongold.com
Street address: Level 2, 169 Mary Street, Brisbane QLD
4000 Australia Postal address: GPO Box 5261,
Brisbane QLD 4001
Registered office: 10 Dominion Street London
EC2M2EE Phone: +44 20 7450 4545
Figure 3: Image showing geology, alteration and Gold assays
in rock chip samples
Terms of the Letter of Intent
Under the terms of the LOI, Solomon Gold is entitled to earn
an initial 65% interest in the Cascabel property by:
(1) making an initial CAD$200,000 private placement in
Cornerstone common shares based on the TSXV 30 day volume
weighted average price ("VWAP") within 30 days of the
execution of a definitive option agreement embodying the
terms of the LOI;
6 | P a g e
Solomon Gold plc UK Company No. 5449516
ARBN 117 169 856 Phone: +61 (0) 7
3303 0660 Email:
info@solomongold.com Website :
www.solomongold.com
Street address: Level 2, 169 Mary Street, Brisbane QLD
4000 Australia Postal address: GPO Box 5261,
Brisbane QLD 4001
Registered office: 10 Dominion Street London
EC2M2EE Phone: +44 20 7450 4545
(2) spending US$7.8 million over 4 years (including
US$800,000 in the first year if drilling commences);
(3) within 60 days of the commencement of drilling on
Cascabel, making a private placement in Cornerstone common
shares of CAD$150,000 and issuing Solomon Gold ordinary
(i.e., common) shares to Cornerstone with a value equal to
CAD$150,000 (both based on 30 day VWAP); and
(4) making a final private placement in shares of Cornerstone
of CAD$500,000 priced at 30 day VWAP plus 20% on or before
the 4th anniversary of the execution of the
definitive option agreement.
All private placements shall be subject to Stock Exchange
approval.
Prior to Solomon Gold earning its initial 65% interest,
Cornerstone will be the operator of the property on a cost
plus 10% basis, and Solomon Gold will direct the technical
program.
Following Solomon Gold's earning of its initial 65% interest,
Cornerstone and Solomon Gold will enter into a joint venture
and will fund their respective proportionate shares of
ongoing expenditures and be subject to dilution according to
a standard formula. After entering the joint venture Solomon
Gold will have the option for one year to elect to earn an
additional 20% interest in Cascabel by funding exploration
towards the completion of a National Instrument 43-101 ("NI
43-101") bankable feasibility study ("BFS") within 18 months
of making such election. The cost to Solomon Gold of the BFS
is capped at US$20 million, after which the parties will
contribute on a pro-rata basis. If Solomon Gold exercises its
right to earn the additional 20% interest, then any amounts
spent by Cornerstone prior to that exercise and post Solomon
Gold earning its initial 65% interest will be reimbursed to
Cornerstone by Solomon Gold at 200% of expenditures incurred.
Within 90 days of completion of the BFS, subject to Stock
Exchange approval, Solomon Gold shall issue to Cornerstone,
at no cost to Cornerstone, ordinary (common) shares of
Solomon Gold equal to 2% of the ordinary (common) shares of
Solomon Gold then issued and outstanding. If Cornerstone
fails to fund its proportionate share of ongoing expenditures
and its interest is diluted below 10%, such interest will be
converted to a 1% assignable Net Smelter Return ("NSR") on
the property. Solomon Gold may purchase the NSR from
Cornerstone on the following terms: half of the NSR for
US$1.5 million within 90 days following completion of the
BFS; and the remaining half of the NSR for US$2.0 million
within 90 days following a production decision.
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Solomon Gold plc UK Company No. 5449516
ARBN 117 169 856 Phone: +61 (0) 7
3303 0660 Email:
info@solomongold.com Website :
www.solomongold.com
Street address: Level 2, 169 Mary Street, Brisbane QLD
4000 Australia Postal address: GPO Box 5261,
Brisbane QLD 4001
Registered office: 10 Dominion Street London
EC2M2EE Phone: +44 20 7450 4545
Qualified Person
Information in this report relating to the exploration
results is based on data reviewed by Mr Malcolm Norris (B.Sc.
Hons, MSc), the Chief Executive Officer of the Company. Mr
Norris is a Fellow of the Australasian Institute of Mining
and Metallurgy who has in excess of 25 years' experience in
mineral exploration and is a Qualified Person under the AIM
Rules. Mr Norris consents to the inclusion of the information
in the form and context in which it appears.
By order of the Board Karl Schlobohm Company Secretary
Contacts:
Mr Karl Schlobohm Tel: +61 (0)7 3303 0660
Solomon Gold Plc (Company Secretary)
kschlobohm@solomongold.com
Mr Ewan Leggat Tel: +44 (0)207 598 5368
Fairfax I.S. PLC (Broker)
eleggat@fairfaxis.com
Mr Stephen Weir Tel: +61 (0)2 9250 0048
RFC Corporate Finance (Nominated Advisor)
stephen.weir@rfc.com.au
Mr Dominic Barretto Tel: +44 (0)7768 537 739
Yellow Jersey PR (PR & IR)
dominic@yellowjerseypr.com
NOTES TO EDITORS
Solomon Gold's exploration projects are located in
Queensland, Australia and the Solomon Islands. In Australia,
they comprise the Rannes, Mt Perry, Cracow West and Normanby
Projects. In the Solomon Islands they comprise the Fauro
Project (located on Fauro Island), and the Guadalcanal Joint
Venture with Newmont Mining Corporation.
At the Rannes project Solomon Gold has announced Inferred
resources of 25.5 million tonnes at 1.0 g/t gold equivalent
(gold + silver) for 812,000 ounces of gold equivalent (486,
935 ounces of gold and 13,014,294 ounces of silver; see
announcement dated 30 November 2011 for details of the
resource statement and gold equivalent ratios). The 2012
exploration program, including drilling to define new ore
positions and grow the resource, has commenced.
Exploration continues at Mt. Perry, Normanby and Cracow West
with drilling expected to commence in Q2
2012.
In the Solomon Islands, final data from the 2011 exploration
program on the Fauro project has been reviewed and plans for
2012 are being prepared. The 2012 Guadalcanal Joint Venture
exploration program with NVL Solomon Islands Limited (a
subsidiary of NYSE-listed Newmont Mining Corporation) has
8 | P a g e
Solomon Gold plc UK Company No. 5449516
ARBN 117 169 856 Phone: +61 (0) 7
3303 0660 Email:
info@solomongold.com Website :
www.solomongold.com
Street address: Level 2, 169 Mary Street, Brisbane QLD
4000 Australia Postal address: GPO Box 5261,
Brisbane QLD 4001
Registered office: 10 Dominion Street London
EC2M2EE Phone: +44 20 7450 4545
commenced with drilling on highly prospective gold-copper
porphyry targets expected to resume in April
2012.
Solomon Gold's strategy is to be an integrated gold and
copper explorer, developer and miner.
Solomon Gold's Board includes accomplished professionals with
strong track records in the areas of exploration, mine
development in Australasia and Melanesia, investment, finance
and law. Board and Management have significantly vested
interests in the Company holding approximately 16.3% of its
issued share capital.
Solomon Gold is based in Brisbane, Queensland, Australia. The
Company listed on London's Alternative
Investment Market in 2006, under the AIM Code 'SOLG' and
currently has 313,381,934 shares on issue and
11,264,000 options exercisable at 50p on issue. Further
details concerning the Company's key projects and
personnel can be found at www.solomongold.com.
About Cornerstone
Cornerstone Capital Resources Inc. is a mineral exploration
company based in Mount Pearl, Newfoundland and Labrador,
Canada, with a diversified portfolio of projects in Canada,
Ecuador and Chile, and a strong technical team that has
proven its ability to identify, acquire and advance
properties of merit. The company's business model is based on
generating exploration projects whose subsequent development
is funded primarily through joint venture partnerships.
Commitments from JV partners constitute significant
validation of the strength of Cornerstone's projects.
Further information is available on Cornerstone's website: www.cornerstoneresources.com
9 | P a g e
Solomon Gold plc UK Company No. 5449516
ARBN 117 169 856 Phone: +61 (0) 7
3303 0660 Email:
info@solomongold.com Website :
www.solomongold.com
Street address: Level 2, 169 Mary Street, Brisbane QLD
4000 Australia Postal address: GPO Box 5261,
Brisbane QLD 4001
Registered office: 10 Dominion Street London
EC2M2EE Phone: +44 20 7450 4545
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